FORM: Half yearly - SunRice · Ricegrowers Limited & Controlled Entities ABN 55 007 481 156 Income...

FORM: Half yearly Name of issuer Ricegrowers Limited

ACN or ARBN Half yearly

(tick) Preliminary

final (tick) Half year (‘Current period’)

55 007 481 156 31 October 2013

For announcement to the market

$A,000 Revenue up 6.8% to 554,343 Profit (loss) for the period (after tax) up 8.53% to 16,345 Profit (loss) for the period attributable to members of the parent

up 0.4% to 13,925

Commentary on results for the period

Consolidated revenue of $554 million for the half year increased by 6.8% or $35.4 million over the corresponding period. This was mainly attributed to higher volumes being achieved in the Australian and Global rice milling and marketing businesses and CopRice.

Solid performance in Subsidiary businesses and CopRice more than offset a challenging first half at Riviana, which experienced lower margins in its domestic retail and food service businesses. Consolidated Profit after Tax for the half year was $16.3 million compared to $15.1 million for the same period last year.

The net profit after tax outlook for the full year is consistent with prior guidance in the range of up to 15% below the prior year.

Dividends Current period Previous corresponding period

Interim dividend

Amount per security, Franked amount per security N/A N/A

Short details of any bonus or cash issue or other item(s) of importance not previously released to the market:

N/A

Details of associates and joint venture entities

Trukai Industries Limited, who are 66.23% owned by Ricegrowers Limited, have the following associate:

Name of associate or joint venture

Pagini Transport (incorporated in Papua New Guinea) Principal Activity : Transport

Reporting entities percentage holding

Pagini Transport 28.85% (30 April 2013: 28.85%)

Controlled entities

Bligh Funds Management Limited was acquired during the period. The only asset acquired was $100 cash and no liabilities were assumed.

Interim financial report for the half year ended

31 October 2013

Ricegrowers Limited& Controlled EntitiesABN 55 007 481 156


Contents

Directors' Report Page 1

Income Statements Page 2

Statements of Comprehensive Income Page 3

Balance Sheets

Statements of Changes in Equity Page 5

Cash Flow Statements Page 6

Notes to the Financial Statements Page 7

Directors' Declaration Page 14

Independent Review Report Page 15

Auditors' Independence Declaration Page 17


Directors' Report

1 Directors

GF Lawson AMNG GrahamG Andreazza LJ Arthur R GordonGL Kirkup GF Latta AMPM Margin DM RobertsonAD Walsh

2 Company SecretaryMandy Del Gigante

3 Principal activities

4 Consolidated entity result

5 Review of operations

6 Dividends

7 Events subsequent to the balance sheet date

8 Auditor's independence declaration

9 Rounding of amounts to the nearest thousand dollars ($000's)

GF Lawson AM NG GrahamChairman Deputy Chairman

19 December 2013

This report is made in accordance with a resolution of the Directors.

Your Directors present their report on the consolidated entity consisting of Ricegrowers Limited and the entities it controlled at the end of, or during the half year ended 31 October 2013.

A final dividend of $12,825,350 was declared on 27 June 2013 and paid on 26 July 2013 for the year ended 30 April 2013.

The principal activities of Ricegrowers Limited and its controlled entities consist of receival and storage of paddy rice, milling of rice, manufacture of rice based products, marketing of rice and grocery products, research and development into the growing of rice, and the processing of rice and related products.

The net profit of the consolidated entity for the period after income tax was $16,345,000 (2012: $15,060,000). Excluding outside equity interests, profit was $13,925,000 (2012: $13,868,000).

The following persons were Directors of Ricegrowers Limited during the financial period and up to the date of this report:

The company is of a kind referred to in Class Order 98/100 issued by the Australian Securities and Investments Commission, relating to the 'rounding off' of amounts in the Directors' Report. Amounts in the Directors' Report and Financial Report have been rounded off to the nearest thousand dollars in accordance with the Class Order.

For and on behalf of the Board.

At the half year, 31 October 2013, consolidated profit before income tax amounted to $26,360,000 (31 October 2012: $27,111,000).

A copy of the auditors' independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 17.

Ricegrowers Limited & Riviana Foods Pty Ltd refinanced $105m of Term Debt with effect from 3 December 2013 (effective date). The facilities were separated into 2 tranches of 3 and 5 year debt which will mature on 3 December 2016 ($58m) and 3 December 2018 ($47m) respectively.

AGS refinanced $44m of Term Debt on 29 November 2013 (effective date). The new maturity date of the AGS facility is 30 November 2016.

The Directors are not aware of any other matter or circumstance, since the end of the financial half year, not otherwise dealt with in the report that has significantly, or may significantly, affect the operations of the Group, the results of those operations, or the state of affairs of the consolidated entity in subsequent financial periods.

Page 1


Income statementsFor the half year ended 31 October 2013

Note Half year Half yearOctober 2013 October 2012

$000's $000's

Sales revenue 2 550,555 516,355Other revenue 2 3,788 2,634Revenue from continuing operations 554,343 518,989

Other income 3 2,449 450

Changes in inventories of finished goods 16,440 13,300Raw materials and consumables used (325,416) (310,458)Freight and distribution costs (76,080) (65,321)Employee benefits expense (55,252) (51,147)Depreciation and amortisation expenses (9,868) (10,663)Finance costs (8,025) (6,663)Asset impairment (458) (2,600)Other expenses 4 (71,773) (58,776)

26,360 27,111

Income tax expense (10,015) (12,051)

Profit for the half year 16,345 15,060

Profit for the half year is attributable to:Non-controlling interests 2,420 1,192Ricegrowers Limited shareholders 13,925 13,868

16,345 15,060

12 25.0 24.9

The above income statements should be read in conjunction with the accompanying notes.

Basic and diluted earnings (cents per share)

Earnings per share for profit attributable to B class shareholders

Profit before income tax

Page 2


Statements of comprehensive incomeAs at 31 October 2013

October 2013 October 2012$000's $000's


Items that may be reclassified to the profit or loss(137) (775)

(3,553) 2,105

41 232

(3,649) 1,562

Total comprehensive income for the half year 12,696 16,622

Non-controlling interests 2,555 1,880Ricegrowers Limited shareholders 10,141 14,742

12,696 16,622

The above statements of comprehensive income should be read in conjunction with the accompanying notes.

Changes in fair value of cash flow hedgesExchange differences on translation of foreign operations

Other comprehensive income for the half year, net of tax

Total comprehensive income for the half year is attributable to:

Income tax relating to items of other comprehensive income

Page 3


Balance sheetsAs at 31 October 2013

NoteOctober 2013 April 2013

$000's $000'sCurrent assets

Cash and cash equivalents 164,262 146,263Receivables 6 149,740 150,326Inventories 346,070 456,364Derivative financial instruments 7,501 4,517

Total current assets 667,573 757,470

Non-current assetsOther financial assets 52 65Property, plant and equipment 187,369 185,210Investment properties 1,150 1,150Intangible assets 8,200 7,451Deferred tax assets 14,887 14,520Investments accounted for using the equity method 1,042 1,113

Total non-current assets 212,700 209,509

Total assets 880,273 966,979

Current liabilitiesPayables 89,048 87,080Grower payables 96,564 128,233Borrowings 7 256,487 183,467Current tax liabilities 12,023 18,186Provisions 14,615 16,100Derivative financial instruments 5,145 1,324

Total current liabilities 473,882 434,390

Non current liabilitiesPayables 7,212 9,895Grower payables - 60,260Borrowings 7 83,021 145,146Deferred tax liabilities 1,156 - Provisions 4,050 2,991

Total non-current liabilities 95,439 218,292

Total liabilities 569,321 652,682

Net assets 310,952 314,297

EquityContributed equity 8 107,819 107,819Reserves 13,231 17,015Retained profits 175,638 174,538Total parent entity interest 296,688 299,372Non-controlling interests 14,264 14,925

Total equity 310,952 314,297

The above balance sheets should be read in conjunction with the accompanying notes.

Page 4


Statements of changes in equityFor the half year ended 31 October 2013

Contributed equity Reserves

Retained earnings Total

Non-controlling

interests Total$000's $000's $000's $000's $000's $000's

Balance as at 1 May 2013 107,819 17,015 174,538 299,372 14,925 314,297

Profit for the half year - - 13,925 13,925 2,420 16,345

Other comprehensive income - (3,784) - (3,784) 135 (3,649)Total comprehensive income for the half year - (3,784) 13,925 10,141 2,555 12,696

Transactions with owners in their capacity as owners:Dividends paid - - (12,825) (12,825) (3,216) (16,041)

- - (12,825) (12,825) (3,216) (16,041)

Balance as at 31 October 2013 107,819 13,231 175,638 296,688 14,264 310,952

Contributed equity Reserves

Retained earnings Total

Non-controlling

interests Total$000's $000's $000's $000's $000's $000's

Balance as at 1 May 2012 107,819 19,118 152,310 279,247 13,677 292,924

Profit for the half year - - 13,868 13,868 1,192 15,060

Other comprehensive income - 874 - 874 688 1,562Total comprehensive income for the half year - 874 13,868 14,742 1,880 16,622

Transactions with owners in their capacity as owners:Dividends paid - - (10,037) (10,037) (2,957) (12,994)

- - (10,037) (10,037) (2,957) (12,994)

Balance as at 31 October 2012 107,819 19,992 156,141 283,952 12,600 296,552

The above statements of changes in equity should be read in conjunction with the accompanying notes.

Attributable to owners of Ricegrowers Limited

Attributable to owners of Ricegrowers Limited

Page 5


Cash flow statementsFor the half year ended 31 October 2013

Half year Half yearOctober 2013 October 2012

$000's $000's

Cash flows from operating activities567,177 521,340

(320,403) (277,171)(136,165) (122,841)

(55,679) (49,392)2,299 345

383 1,457(7,920) (6,323)

(13,447) (14,032)36,245 53,383

Cash flows from investing activities(11,720) (5,393)

18 113(245) (329)

(11,947) (5,609)

Cash flows from financing activities728,300 328,007

(725,454) (342,490)(392) (368)

(2,347) (7,878)(12,825) (10,037)(12,718) (32,766)

11,580 15,008134,413 11,003

(817) (409)

145,176 25,602

Cash and cash equivalents 164,262 29,093Deduct bank overdraft (19,086) (3,491)

145,176 25,602

The above cash flow statements should be read in conjunction with the accompanying notes.

Repayment of finance leasesRMB equity redemptionsDividends paidNet cash outflow from financing activities

Net increase in cash and cash equivalentsCash at the beginning of the financial year

Cash and cash equivalents at period end

Effect of exchange rate changes on cash

Payments for property, plant and equipmentProceeds from sale of property, plant and equipmentPayments for intangibles

Reconciliation to cash at end of half year

Cash at the end of the period as shown in the statement of cash flows is reconciled to the related items in the balance sheets as follows:

Net cash outflow from investing activities

Proceeds from borrowingsRepayment of borrowings

Receipts from customers (inclusive of goods and services tax)Payments to suppliers Payments to growers Payments of wages, salaries and on-costsInterest receivedOther revenueInterest paidIncome taxes paidNet cash inflow from operating activities

Page 6


Notes to the financial statements

1 Basis of preparation of half year report

Half Year Half YearOctober 2013 October 2012

$000's $000's2 Revenue

Sale of goods 550,041 514,589Services 514 1,766Sales revenue 550,555 516,355

Interest received 2,341 345Dividends received 2 - Other sundry items 1,445 2,289Other revenue 3,788 2,634

Revenue from continuing operations 554,343 518,989

3 Other income58 -

Foreign exchange gains 2,391 450Total other income 2,449 450

4

Profit before income tax includes the following expense items:

Other expenses13 9

Energy 16,064 12,757 Contracted services 10,554 10,208 Advertising and artwork 10,388 7,484 Operating lease expenditure and equipment hire 6,374 5,028 Repairs and maintenance 4,895 4,680 Motor vehicle and travelling expenses 3,784 2,782 Insurances 2,222 2,041 Research and development 1,932 1,697 Internet, telephone and fax 1,101 1,049 Training 505 554 Capital restructuring costs 1,757 - Other 12,184 10,487

71,773 58,776

Expenses

This interim financial report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report for the year ended 30 April 2013 and any public announcements made by Ricegrowers Limited during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001 .

Net loss on disposal of property, plant and equipment

Net gain on disposal of property, plant and equipment

The accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period. The interim financial information has been prepared on a historical cost basis, except when assets and liabilities are stated at fair values in accordance with relevant accounting policies.

This interim financial report for the interim half year reporting period ended 31 October 2013 has been prepared in accordance with Accounting Standard AASB 134: Interim Financial Reporting and the Corporations Act 2001.

None of the new standards and amendments to standards that are mandatory for the first time for the financial year beginning 1 May 2013 affected any of the amounts recognised in the current period or any prior period and are not likely to affect future periods.

Page 7



5 Fair value measurement of financial instruments

The Group does not have any financial instruments that are carried at fair value using inputs classified as level 1 or level 3 inputs.

The Group also has a number of financial instruments which are not measured at fair value in the balance sheet. The Directors consider the carrying amounts of these financial instruments approximates their fair value. These financial instruments include receivables, payables, bank overdrafts, bank loans and grower payables.

The Group's financial instruments that are carried at fair value are valued using observable market data as there is no price quoted in an active market for the financial instruments (level 2). The Group's financial instruments carried at fair value are limited to currency and interest rate derivatives. The valuation inputs are calculated in accordance with industry norms and the inputs include spot market exchange rates and published interest rates.

Page 8



October 2013 April 2013$000's $000's

6 Receivables

Current Trade receivables 121,474 118,517Other receivables 8,195 2,957GST receivables 4,356 17,942Prepayments 15,715 10,910

149,740 150,326

7 Borrowings

Current SecuredBank overdrafts 19,086 11,850Bank loans 236,733 171,066Lease liability 668 551

256,487 183,467Non currentSecuredBank loans 82,491 145,010Lease liability 530 136

83,021 145,146

Total borrowings 339,508 328,613

Bank loansDetails of the Group's bank loans include: Seasonal debt 173,856 170,055 Core debt 101,384 102,021 AGS debt 43,984 44,000

319,224 316,076 Representing: Current bank loans 236,733 171,066 Non-current bank loans 82,491 145,010

319,224 316,076

Core debtCore debt represents longer term borrowings primarily used to fund fixed assets and investments.

The AGS debt represents loans to Australian Grain Storage Pty Ltd to pay the Rice Marketing Board annually as part of the acquisition of the RMB storage assets.

AGS debt


Refinancing

The group manages its cash and borrowings on a net basis. At 31 October 2013, the Group had total borrowings of $339,508,000 (30 April 2013: 328,613,000) and the amounts owing to RMB for equity certificates of $8,533,000 (30 April 2013: $10,880,000). The Group also had $164,262,000 (30 April 2013: $146,263,000) in cash at bank and on deposit. This needs to be off-set against borrowings. At 31 October 2013 Net Debt was $183,779,00 (30 April 2013: $193,230,000).


Seasonal debtSeasonal debt represents borrowings used for the purpose of funding working capital requirements.

Page 9


Notes to the financial statementsOctober 2013 April 2013

$000's $000's8 Contributed equity

(a) Share capitalFully paid Ordinary B Class Shares 107,819 107,819

(b) Movement in Ordinary B Class shares

DateNumber of

shares $000's

1 May 2013 Opening balance 55,762,392 107,81931 October 2013 Closing balance 55,762,392 107,819

B Class sharesB Class shares are non-voting shares with dividend rights.

A Class shares

(c) Capital risk management

A Class shares are issued at nil value but are voting shares held by active growers only. At 31 October 2013, 1045 A Class shares were on issue (30 April 2013: 864).

Recent volatility in global financial markets has encouraged the Board to review its capital structure and reduce its level of gearing to more conservative levels. To this end the business will look to reduce its average level of gearing to below 30%.

The Group monitors capital on the basis of a gearing ratio. This ratio is calculated as net debt divided by total equity. Net debt is calculated as total borrowings (including 'borrowings' and 'RMB equity certificates') less cash and cash equivalents. Total equity is calculated as 'equity' as shown in the balance sheet (including non-controlling interests).

The Group's objectives when managing capital are to safeguard their ability to continue as a going concern, continue to grow the business, provide returns for shareholders and to maintain an optimal capital structure.

The increase in crop size has been the primary contributor to higher gearing at the half year. The average gearing for the 6 months to 31 October 2013 was 61% (actual at 31 October 2013 - 59%) compared to the average for the 6 months to 31 October 2012 of 54% (actual at 31 October 2012 - 53%).

Page 10



9 Segment information

Business segments

Rice Milling & Marketing Australian Rice (RM&M Au Rice - Paddy Pool))

Rice Milling & Marketing Global (RM&M Global)

Riviana Foods (Riviana)The importation, manufacture, distribution and sales of consumer food products to intermediaries.

Australian Grain Storage (AGS) The receival and storage of paddy rice and non-rice grain in Australia.

CopRice

All other segments.

Interest allocations to CopRice, RM&M Global, RM&M Au Rice and the 'other' segment are based on a computation of working capital and fixed capital employed multiplied by Ricegrowers Limited's variable interest rate on seasonal borrowings. This finance charge is designed to reflect the true cost of capital employed in each segment.Sales between segments are carried out at arms length and are eliminated on consolidation. The revenue from external customers, assets and liabilities are measured in a manner consistent with that of the financial statements. Other revenue refers to management fees, dividends and sale of corporate assets. The segment result includes an asset financing charge that is allocated to the appropriate segment.

The Corporate Management Team evaluates results based on contributed NPBT which is defined as net profit before tax and intersegment eliminations.

The following reportable segments have been identified based on a product/service perspective determined by the Corporate Management Team.

The milling, marketing and distribution of rice from Australian sources through intermediaries to consumers and directly to food service and processing customers where the supply of Australian rice is a key driver of the economies of the business.

The milling, marketing and distribution of rice, from all other sources plus non-Australian subsidiaries purchase of rice from the Rice Milling & Marketing Australian Rice segment, through intermediaries to consumers, food services and processing customers where the economics of the business reflects profit generated as a result of managing supply and demand.

Other includes operating segments beneath the disclosure threshold. This includes rice flour, rice cakes, microwave rice, microwave meals, interest income and asset finance charges.

The manufacture, distribution and sales of petfood and stock feed products through intermediaries to consumers and primary producers.

Page 11



9 Segment information (continued)

The following table sets forth the segment results for the half year ended 31 October 2013.RM&M Au

RiceRM&M Global Riviana AGS CopRice

All other segments Total

$000's $000's $000's $000's $000's $000's $000's

Total segment revenue 278,647 203,723 75,230 39,566 61,026 41,021 699,213 Inter-segment revenue (103,352) (5,703) - (39,566) - (37) (148,658)Revenue from external customers 175,295 198,020 75,230 - 61,026 40,984 550,555 Other revenue 3,788 Total revenue from continuing operations 554,343

Contributed EBIT 18,757 21,155 5,457 13,195 7,338 6,649 72,551 Finance expense (net) (3,988) (926) (760) (1,302) (577) 1,796 (5,757)Centralised corporate services (11,881) (8,555) (4,097) (1,187) (2,907) (1,709) (30,336)Capital restructuring costs - - - - - (1,757) (1,757)Asset impairment - - (458) - - - (458)Other (expenses)/income (2,888) 1,883 (774) (6,759) (116) 1,021 (7,633)Contributed NPBT - 13,557 (632) 3,947 3,738 6,000 26,610 Intersegment eliminations (250)Profit before income tax 26,360

Segment assets 532,814 116,316 89,609 101,211 32,288 42,269 914,507 Intersegment eliminations (49,121)Deferred tax assets 14,887 Total assets 880,273

The following table sets forth the segment results for the half year ended 31 October 2012.RM&M Au

RiceRM&M Global Riviana AGS CopRice

All other segments Total

$000's $000's $000's $000's $000's $000's $000's

Total segment revenue 254,447 191,543 72,421 31,327 53,838 42,137 645,713 Inter-segment revenue (95,266) (2,885) - (31,207) - - (129,358)Revenue from external customers 159,181 188,658 72,421 120 53,838 42,137 516,355 Other revenue 2,634 Total revenue from continuing operations 518,989

Contributed EBIT 10,108 21,048 8,349 7,645 7,724 5,279 60,153 Finance expense (net) (1,914) (1,272) (810) (992) (659) (720) (6,367)Centralised corporate services (11,782) (7,152) (3,134) (940) (2,135) (968) (26,111)Asset writedowns - (2,600) - - - - (2,600)Other (expenses)/income 3,588 776 (107) (2,935) (21) (463) 838 Contributed NPBT - 10,800 4,298 2,778 4,909 3,128 25,913 Intersegment eliminations 1,198 Profit before income tax 27,111

Segment assets 393,098 95,675 89,659 92,586 31,540 49,570 752,128 Intersegment eliminations (69,967)Deferred tax assets 12,867 Total assets 695,028

Page 12



10 Dividends

31 October 2013No interim dividend has been declared for the half year.

11 Contingent liabilities

October 2013 April 2013$000's $000's

Letters of credit 1,482 2,069Guarantee of bank advances 1,648 1,650

3,130 3,719

12 Earnings per share

October 2013 October 2012Cents Cents

Basic and Diluted earnings per share 25.0 24.9

October 2013 October 2012$000's $000's


October 2013 October 2012000's 000's

Weighted average number of B Class shares 55,762 55,762

13 Net tangible assetsOctober 2013 October 2012

Net tangible asset backing per B Class share 5.43$ 5.21$

14 Events occurring after the balance sheet date

The Directors are not aware of any matter or circumstance, since the end of the half year, not otherwise dealt with in the report that has significantly, or may significantly, affect the operations of the consolidated entity, the results of those operations, or the state of affairs of the consolidated entity in subsequent financial periods.

On 27 June 2013 a fully franked final dividend of 23.0 cents per share was declared for the year ended 30 April 2013. The amount of $12,825,350 was paid on 26 July 2013.

The estimated maximum amounts of contingent liabilities not provided for in the accounts of Ricegrowers Limited and its controlled entities as at 31 October 2013 are:

(a) Basic and Diluted earnings per share

(c) Weighted average number of B Class shares used as a denominator

(b) Reconciliation of earnings per share



Page 13


Directors' Declaration

In the directors' opinion :

The declaration is made in accordance with a resolution of the Directors.

For and on behalf of the Board.

GF Lawson AM NG GrahamDirector Director

19 December 2013

(b) there are reasonable grounds to believe that Ricegrowers Limited will be able to pay its debts as and when they become due and payable.

(a) the financial statements and notes set out on pages 2 to 13 are in accordance with the Corporations Act 2001 , including:

(i) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and

(ii) giving a true and fair view of the consolidated entity's financial position as at 31 October 2013 and of its performance, as represented by the results of its operations and its cash flows for the half year ended on that date;

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